FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

              (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT of 1934

               For the quarterly period ended September 30, 2000
   --------------------------------------------------------------------------

                                       OR

             ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT of 1934

For the transition period from _____________________ to _____________________


                             Commission file number
                                     0-21560
                     ---------------------------------------


                            CNL Income Fund XI, Ltd.
-----------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


         Florida                                            59-3078854
-----------------------------------                   -----------------------
(State or other jurisdiction of                            (I.R.S. Employer
incorporation or organization)                            Identification No.)


450 South Orange Avenue
Orlando, Florida                                             32801-3336
-----------------------------------                   -----------------------
(Address of principal executive offices)                      (Zip Code)


Registrant's telephone number
(including area code)                                       (407) 540-2000
                                                      -----------------------


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by  Sections  13 or 15(d)  of the  Securities  Exchange  Act of 1934
during the preceding 12 months (or for such shorter  period that the  registrant
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for the past 90 days. Yes X No _________




<PAGE>


                                    CONTENTS



                                                                        Page
Part I.

     Item 1.      Financial Statements:

                      Condensed Balance Sheets                           1

                      Condensed Statements of Income                     2

                      Condensed Statements of Partners' Capital          3

                      Condensed Statements of Cash Flows                 4

                      Notes to Condensed Financial Statements            5

     Item 2.      Management's Discussion and Analysis of Financial
                      Condition and Results of Operations                6-9

     Item 3.      Quantitative and Qualitative Disclosures About
                      Market Risk                                        9

Part II.

     Other Information                                                   10-11





<PAGE>




                            CNL INCOME FUND XI, LTD.
                         (A Florida Limited Partnership)
                            CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>

                                                                      September 30,            December 31,
                                                                           2000                    1999
                                                                   -------------------      -------------------
<S> <C>
                               ASSETS

   Land and buildings on operating leases, less
       accumulated depreciation of $3,336,320 and
       $3,016,369, respectively                                         $ 21,275,069             $21,595,007
   Net investment in direct financing leases                               7,280,410               7,372,041
   Investment in joint ventures                                            3,051,994               3,077,302
   Cash and cash equivalents                                               1,792,981               1,656,500
   Receivables, less allowance for doubtful accounts
       of $72,169 and $11,646, respectively                                   84,652                 175,500
   Prepaid expenses                                                           12,807                  14,115
   Accrued rental income                                                   1,716,028               1,779,603
   Other assets                                                              122,024                 122,024
                                                                   -------------------      -------------------

                                                                        $ 35,335,965            $ 35,792,092
                                                                   ===================      ===================

                  LIABILITIES AND PARTNERS' CAPITAL

   Accounts payable                                                     $     34,067              $  121,191
   Accrued and escrowed real estate taxes payable                             29,449                  13,646
   Distributions payable                                                      875,006                 875,006
   Due to related parties                                                     313,093                  70,600
   Rents paid in advance and deposits                                          35,143                 102,480
                                                                   -------------------      -------------------
       Total liabilities                                                    1,286,758               1,182,923

   Minority interests                                                         508,972                 509,807

   Partners' capital                                                       33,540,235              34,099,362
                                                                   -------------------      -------------------

                                                                        $  35,335,965            $ 35,792,092
                                                                   ===================      ===================




           See accompanying notes to condensed financial statements.

<PAGE>


                            CNL INCOME FUND XI, LTD.
                         (A Florida Limited Partnership)
                         CONDENSED STATEMENTS OF INCOME


                                                                  Quarter Ended                  Nine Months Ended
                                                                  September 30,                    September 30,
                                                              2000            1999              2000             1999
                                                           ------------    ------------     -------------     ------------
Revenues:
    Rental income from operating leases                      $ 637,483        $646,209       $ 1,895,571      $ 1,935,980
    Adjustments to accrued income                                   --              --          (163,178 )             --
    Earned income from direct financing leases                 219,828         238,460           694,349          713,558
    Contingent rental income                                    42,435          43,572            97,423           98,465
    Interest and other income                                   24,463          20,847            76,343           62,902
                                                           ------------    ------------     -------------     ------------
                                                               924,209         949,088         2,600,508        2,810,905
                                                           ------------    ------------     -------------     ------------

Expenses:
    General operating and administrative                        52,661          39,838           152,853          111,787
    Professional services                                       15,699           3,988            36,118           26,460
    Management fees to related party                             9,472           9,810            28,502           29,010
    Real estate taxes                                            3,612              --            10,753               --
    State and other taxes                                          819              20            50,597           28,366
    Depreciation and amortization                              106,646         106,646           319,938          319,938
    Transaction costs                                               --          63,691            68,951          183,788
                                                           ------------    ------------     -------------     ------------
                                                               188,909         223,993           667,712          699,349
                                                           ------------    ------------     -------------     ------------

Income Before Minority Interests in Income of
    Consolidated Joint Ventures and Equity in
    Earnings of Unconsolidated Joint Ventures                  735,300         725,095         1,932,796        2,111,556

Minority Interests in Income of Consolidated
    Joint Ventures                                             (16,945 )       (16,943 )         (50,833 )        (50,149 )

Equity in Earnings of Unconsolidated Joint
    Ventures                                                    50,943          64,914           183,928          188,049
                                                           ------------    ------------     -------------     ------------

Net Income                                                   $ 769,298        $773,066       $ 2,065,891      $ 2,249,456
                                                           ============    ============     =============     ============

Allocation of Net Income:
    General partners                                         $   7,693        $  7,731       $    20,659      $    22,495
    Limited partners                                           761,605         765,335         2,045,232        2,226,961
                                                           ------------    ------------     -------------     ------------

                                                             $ 769,298        $773,066       $ 2,065,891      $ 2,249,456
                                                           ============    ============     =============     ============

Net Income Per Limited Partner Unit                          $    0.19        $   0.19       $      0.51      $      0.56
                                                           ============    ============     =============     ============

Weighted Average Number of Limited Partner
    Units Outstanding                                        4,000,000       4,000,000         4,000,000        4,000,000
                                                           ============    ============     =============     ============



           See accompanying notes to condensed financial statements.
<PAGE>


                            CNL INCOME FUND XI, LTD.
                         (A Florida Limited Partnership)
                    CONDENSED STATEMENTS OF PARTNERS' CAPITAL


                                                     Nine Months Ended              Year Ended
                                                       September 30,               December 31,
                                                           2000                        1999
                                                 --------------------------    ---------------------

General partners:
    Beginning balance                                         $    242,465              $   211,047
    Net income                                                      20,659                   31,418
                                                 --------------------------    ---------------------
                                                                   263,124                  242,465
                                                 --------------------------    ---------------------

Limited partners:
    Beginning balance                                           33,856,897               34,246,565
    Net income                                                   2,045,232                3,110,356
    Distributions ($0.66 and $0.88 per
       limited partner unit, respectively)                      (2,625,018 )             (3,500,024 )
                                                 --------------------------    ---------------------
                                                                33,277,111               33,856,897
                                                 --------------------------    ---------------------

Total partners' capital                                      $  33,540,235             $ 34,099,362
                                                 ==========================    =====================


           See accompanying notes to condensed financial statements.

<PAGE>


                            CNL INCOME FUND XI, LTD.
                         (A Florida Limited Partnership)
                       CONDENSED STATEMENTS OF CASH FLOWS


                                                                             Nine Months Ended
                                                                               September 30,
                                                                          2000               1999
                                                                     ---------------    ----------------

Increase (Decrease) in Cash and Cash Equivalents

    Net Cash Provided by Operating Activities                            $2,813,167          $2,826,757
                                                                     ---------------    ----------------

    Cash Flows from Investing Activities:
       Additions to land and buildings on operating
            leases                                                               --            (337,806 )
       Investment in direct financing leases                                     --            (694,610 )
       Investment in joint venture                                               --            (247,286 )
       Decrease in restricted cash                                               --           1,630,296
                                                                     ---------------    ----------------
          Net cash provided by investing activities                              --             350,594
                                                                     ---------------    ----------------

    Cash Flows from Financing Activities:
       Distributions to limited partners                                 (2,625,018 )        (2,745,018 )
       Distributions to holders of minority interests                       (51,668 )           (48,752 )
                                                                     ---------------    ----------------
              Net cash used in financing activities                      (2,676,686 )        (2,793,770 )
                                                                     ---------------    ----------------

Net Increase in Cash and Cash Equivalents                                   136,481             383,581

Cash and Cash Equivalents at Beginning of Period                          1,656,500           1,559,240
                                                                     ---------------    ----------------

Cash and Cash Equivalents at End of Period                                1,792,981           1,942,821
                                                                     ===============    ================

Supplemental Schedule of Non-Cash Investing and
   Financing Activities:

       Distributions declared and unpaid at end of
          period                                                          $ 875,006           $ 875,006
                                                                     ===============    ================



           See accompanying notes to condensed financial statements.
</TABLE>

<PAGE>

                            CNL INCOME FUND XI, LTD.
                         (A Florida Limited Partnership)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
           Quarters and Nine Months Ended September 30, 2000 and 1999


1.   Basis of Presentation:

     The  accompanying   unaudited  condensed  financial  statements  have  been
     prepared  in  accordance  with  the  instructions  to Form  10-Q and do not
     include all of the information and note  disclosures  required by generally
     accepted  accounting  principles.  The  financial  statements  reflect  all
     adjustments,  consisting of normal recurring adjustments, which are, in the
     opinion of management, necessary to a fair statement of the results for the
     interim  periods  presented.  Operating  results  for the  quarter and nine
     months ended  September  30, 2000 may not be indicative of the results that
     may be  expected  for the year  ending  December  31,  2000.  Amounts as of
     December 31, 1999, included in the financial statements,  have been derived
     from audited financial statements as of that date.

     These unaudited financial statements should be read in conjunction with the
     financial  statements and notes thereto included in Form 10-K of CNL Income
     Fund XI, Ltd. (the "Partnership") for the year ended December 31, 1999.

     The  Partnership  accounts  for its 85  percent  interest  in Denver  Joint
     Venture and its 77.33%  interest in  CNL/Airport  Joint  Venture  using the
     consolidation  method.  Minority  interests  represent  the minority  joint
     venture  partners'  proportionate  share of the equity in the Partnership's
     consolidated  joint  ventures.  All significant  intercompany  accounts and
     transactions have been eliminated.

2.   Termination of Merger:

     On March 1, 2000, the general  partners and CNL American  Properties  Fund,
     Inc.  ("APF") mutually agreed to terminate the Agreement and Plan of Merger
     entered into in March 1999. The general partners are continuing to evaluate
     strategic  alternatives  for the  Partnership,  including  alternatives  to
     provide liquidity to the limited partners.


<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

         CNL Income  Fund XI,  Ltd.  (the  "Partnership")  is a Florida  limited
partnership  that was  organized on August 20, 1991 to acquire for cash,  either
directly or through  joint  venture  arrangements,  both newly  constructed  and
existing  restaurants,  as well as properties upon which  restaurants were to be
constructed  (the  "Properties"),  which are leased  primarily  to  operators of
national and regional  fast-food and family-style  restaurant chains. The leases
are, in general, triple-net leases, with the lessees responsible for all repairs
and maintenance,  property taxes, insurance,  and utilities. As of September 30,
2000,  the  Partnership  owned 41 Properties,  which included  interests in five
Properties owned by joint ventures in which the Partnership is a co-venturer and
two Properties owned with affiliates as tenants-in-common.

Capital Resources

         The  Partnership's  primary source of capital for the nine months ended
September  30,  2000 and 1999 was cash  from  operations  (which  includes  cash
received from tenants, distributions from joint ventures, and interest and other
income  received,  less  cash  paid for  expenses).  Cash  from  operations  was
$2,813,167 and $2,826,757 for the nine months ended September 30, 2000 and 1999,
respectively.  The  decrease in cash from  operations  for the nine months ended
September  30, 2000 was  primarily a result of changes in income and expenses as
described  in "Results  of  Operations"  below and changes in the  Partnership's
working capital.

         Currently, rental income from the Partnership's Properties are invested
in money market accounts or other short-term,  highly liquid investments such as
demand  deposit  accounts  at  commercial  banks,   money  market  accounts  and
certificates  of deposit  with less than a 30-day  maturity  date,  pending  the
Partnership's  use  of  such  funds  to  pay  Partnership  expenses  or to  make
distributions  to the  partners.  At September  30, 2000,  the  Partnership  had
$1,792,981 invested in such short-term investments, as compared to $1,656,500 at
December 31, 1999. The funds  remaining at September 30, 2000,  after payment of
distributions  and  other  liabilities,  will be used to meet the  Partnership's
working capital needs.

Short-Term Liquidity

         The Partnership's  short-term liquidity  requirements consist primarily
of the operating expenses of the Partnership.

         The Partnership's  investment strategy of acquiring Properties for cash
and  leasing  them under  triple-net  leases to  operators  who  generally  meet
specified financial  standards  minimizes the Partnership's  operating expenses.
The general partners believe that the leases will continue to generate cash flow
in excess of operating expenses.

         The general  partners have the right,  but not the obligation,  to make
additional capital  contributions if they deem it appropriate in connection with
the operations of the Partnership.

         Total liabilities of the Partnership,  including distributions payable,
increased to $1,286,758  at September  30, 2000 from  $1,182,923 at December 31,
1999,  primarily as a result of an increase in amounts due to related parties at
September  30,  2000,  as  compared  to  December  31,  1999.  The  increase  in
liabilities  was  partially  offset by a  decrease  in  accounts  payable  and a
decrease in rents paid in advance at September 30, 2000, as compared to December
31, 1999. The general  partners believe that the Partnership has sufficient cash
on hand to meet its current working capital needs.

              The  Partnership   generally   distributes  cash  from  operations
remaining  after the payment of operating  expenses of the  Partnership,  to the
extent that the general  partners  determine  that such funds are  available for
distribution.  Based primarily on cash from operations, the Partnership declared
distributions  to limited  partners  of  $2,625,018  for each of the nine months
ended  September  30, 2000 and 1999  ($875,006  for each of the  quarters  ended
September 30, 2000 and 1999).  This represents  distributions  of $0.66 per unit
for each of the nine months  ended  September  30, 2000 and 1999 ($0.22 per unit
for each applicable quarter). No distributions were made to the general partners
for the quarters and nine months ended  September  30, 2000 and 1999. No amounts
distributed to the limited partners for the nine months ended September 30, 2000
and 1999 are required to be or have been treated by the  Partnership as a return
of capital for purposes of  calculating  the limited  partners'  return on their
adjusted  capital  contributions.  The  Partnership  intends to continue to make
distributions  of cash available for  distribution to the limited  partners on a
quarterly basis.

Long-Term Liquidity

         The  Partnership  has no long-term  debt or other  long-term  liquidity
requirements.

Results of Operations

         During  the  nine  months  ended  September  30,  2000  and  1999,  the
Partnership  and its  consolidated  joint  ventures,  Denver  Joint  Venture and
CNL/Airport  Joint  Venture,  owned and  leased 36 wholly  owned  Properties  to
operators  of  fast-food  and  family-style  restaurant  chains.  In  connection
therewith,  during  the nine  months  ended  September  30,  2000 and 1999,  the
Partnership,   Denver  Joint  Venture  and  CNL/Airport   Joint  Venture  earned
$2,426,742 and $2,649,538,  respectively, in rental income from operating leases
(net of  adjustments  to accrued  rental  income) and earned  income from direct
financing leases,  $857,311 and $884,669 of which was earned during the quarters
ended  September  30,  2000 and 1999,  respectively.  In  addition,  during  the
quarters  and nine months ended  September  30, 2000 and 1999,  the  Partnership
earned $97,423 and $98,465,  respectively,  in contingent rental income, $42,435
and $43,572 of which was earned during the quarters ended September 30, 2000 and
1999,  respectively.  Rental and earned income  decreased during the nine months
ended  September  30, 2000,  as compared to the nine months ended  September 30,
1999,  primarily  as a result  of the fact that  during  the nine  months  ended
September  30, 2000,  the tenant of the Property in Sebring,  Florida  defaulted
under the terms of its lease and  discontinued the operations of the restaurant.
As a result,  during the nine months ended  September 30, 2000, the  Partnership
established an allowance for doubtful accounts of approximately $21,700 for past
due rental  amounts.  In addition,  during the nine months ended  September  30,
2000, the Partnership reversed  approximately $137,100 of accrued rental income.
The accrued  rental  income was the  accumulated  amount of non-cash  accounting
adjustments  previously  recorded in order to recognize  future  scheduled  rent
increases  as income  evenly over the term of the lease.  During the quarter and
nine months ended September 30, 2000, the  Partnership  collected and recognized
as income  $21,700 in past due rental amounts  received from the subtenant,  for
which the  Partnership  had  previously  established  an allowance  for doubtful
accounts relating to the Property in Sebring, Florida.

         In addition,  rental and earned income decreased during the nine months
ended  September  30, 2000,  as compared to the nine months ended  September 30,
1999,  as a result of the  Partnership  establishing  an allowance  for doubtful
accounts  during the  quarter and nine  months  ended  September  30,  2000,  of
approximately  $43,100 and $64,600,  respectively,  for past due rental  amounts
relating to two Properties in Abilene,  Texas and Avon, Colorado,  in accordance
with the  Partnership's  policy.  The general  partners are continuing to pursue
collection  of these  amounts  and will  recognize  such  amounts  as  income if
collected.

         During the nine months ended September 30, 1999, the Partnership  owned
and leased three Properties  indirectly through other joint venture arrangements
and owned and leased one Property with an affiliate as tenants-in-common. During
the nine months ended September 30, 2000, the Partnership owned and leased three
Properties  indirectly  through other joint venture  arrangements  and owned and
leased two  Properties  with  affiliates  as  tenants-in-common.  In  connection
therewith,  during  the nine  months  ended  September  30,  2000 and 1999,  the
Partnership  earned  $183,928 and $188,049,  respectively,  attributable  to net
income earned by the unconsolidated joint ventures, $50,943 and $64,914 of which
was earned during the quarters ended September 30, 2000 and 1999,  respectively.
The decrease in net income earned by  unconsolidated  joint  ventures was due to
the fact that during the quarter and nine months ended  September 30, 2000,  the
Partnership  established an allowance for doubtful  accounts for past due rental
amounts  relating to its Property in Corpus  Christi,  Texas, in accordance with
the  Partnership's  policy.  The joint venture  partners will continue to pursue
collection  of past  due  rental  amounts  relating  to this  Property  and will
recognize  such  amounts as income,  if  collected.  The  decrease in net income
earned by unconsolidated joint ventures during the quarter and nine months ended
September 30, 2000, was partially  offset by an increase in net income earned by
unconsolidated  joint  ventures  as a result  of the fact  that the  Partnership
reinvested  a  portion  of the net  sales  proceeds  from the  1998  sale of the
Property in Nashua,  New  Hampshire in an interest in an IHOP  Property in Round
Rock, Texas, in October 1999.

         Operating expenses,  including  depreciation and amortization  expense,
were  $667,712 and $699,349  for the nine months  ended  September  30, 2000 and
1999,  respectively,  $188,909  and $223,993 of which were  incurred  during the
quarters  ended  September  30,  2000 and 1999,  respectively.  The  decrease in
operating  expenses during the quarter and nine months ended September 30, 2000,
as  compared  to the  quarter and nine months  ended  September  30,  1999,  was
primarily  attributable  to the  fact  that  the  Partnership  incurred  less in
transaction costs relating to the general partners retaining financial and legal
advisors to assist them in evaluating and  negotiating  the proposed merger with
CNL American  Properties  Fund,  Inc.  ("APF"),  due to the  termination  of the
proposed merger as described below in "Termination of Merger".

         The decrease in operating  expenses  during the quarter and nine months
ended  September  30,  2000,  as compared  to the quarter and nine months  ended
September 30, 1999, was also  attributable to an increase in (i)  administrative
expenses  for  servicing  the  Partnership  and its  Properties,  (ii) state tax
expense and (iii) real estate tax expense, (iv) professional services due to the
default by the tenant of the Property in Sebring,  Florida,  as described above.
Termination of Merger

         On March 1, 2000,  the  general  partners  and APF  mutually  agreed to
terminate  the  Agreement  and Plan of Merger  entered  into in March 1999.  The
general  partners are  continuing  to evaluate  strategic  alternatives  for the
Partnership,   including  alternatives  to  provide  liquidity  to  the  limited
partners.


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         Not applicable.



<PAGE>


                           PART II. OTHER INFORMATION


Item 1.     Legal Proceedings.   Inapplicable.

Item 2.     Changes in Securities.  Inapplicable.

Item 3.     Defaults upon Senior Securities.  Inapplicable.

Item 4.     Submission of Matters to a Vote of Security Holders. Inapplicable.

Item 5.     Other Information.  Inapplicable.

Item 6.     Exhibits and Reports on Form 8-K.

            (a)  Exhibits

                 3.1       Affidavit and  Certificate of Limited  Partnership of
                           CNL Income Fund XI, Ltd.  (Included as Exhibit 3.2 to
                           Registration  Statement No. 33-43278 on Form S-11 and
                           incorporated herein by reference.)

                 4.1       Affidavit and  Certificate of Limited  Partnership of
                           CNL Income  Fund XI,  Ltd.  (Included  Exhibit 3.2 to
                           Registration  Statement  33-43278  on Form  S-11  and
                           incorporated herein by reference.)

                 4.2       Amended and Restated Agreement of Limited Partnership
                           of CNL Income Fund XI, Ltd.  (Included as Exhibit 4.2
                           to Form 10-K filed with the  Securities  and Exchange
                           Commission on April 15, 1993, and incorporated herein
                           by reference.)

                 10.1      Management Agreement between CNL Income Fund XI, Ltd.
                           and CNL Investment  Company (Included as Exhibit 10.1
                           to Form 10-K filed with the  Securities  and Exchange
                           Commission on April 15, 1993, and incorporated herein
                           by reference.)

                 10.2      Assignment   of   Management   Agreement   from   CNL
                           Investment   Company  to  CNL  Fund  Advisors,   Inc.
                           (Included as Exhibit 10.2 to Form 10-K filed with the
                           Securities and Exchange Commission on March 30, 1995,
                           and incorporated herein by reference.)

                 10.3      Assignment  of Management  Agreement  from CNL Income
                           Fund  Advisors,  Inc.  to  CNL  Fund  Advisors,  Inc.
                           (Included as Exhibit 10.3 to Form 10-K filed with the
                           Securities and Exchange  Commission on April 1, 1996,
                           and incorporated herein by reference.)

                 27        Financial Data Schedule (Filed herewith.)

            (b)  Reports on Form 8-K

                 No  reports on Form 8-K were filed  during  the  quarter  ended
                 September 30, 2000.


<PAGE>




                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.

         DATED this 10th day of November, 2000.


                                            CNL INCOME FUND XI, LTD.

                                            By: CNL REALTY CORPORATION
                                                General Partner


                                                By:/s/ James M. Seneff, Jr.
                                                   ---------------------------
                                                   JAMES M. SENEFF, JR.
                                                   Chief Executive Officer
                                                   (Principal Executive Officer)


                                                By:/s/ Robert A. Bourne
                                                   ---------------------------
                                                   ROBERT A. BOURNE
                                                   President and Treasurer
                                                   (Principal Financial and
                                                    Accounting Officer)